1. Tax Covenant: Detailed tax indemnities and procedures - used for larger transactions or where specific tax risks exist

2. Non-Competition: Restrictions on seller's competing activities - used when seller has significant market knowledge or relationships

3. Earn-out Provisions: Structure for additional payments based on future performance - used when purchase price includes contingent elements

4. Management Arrangements: Terms for ongoing management involvement - used when sellers will remain involved in business

5. Break Fee: Compensation if deal fails - used in larger transactions or where significant costs involved in preparation

6. Intellectual Property: Special provisions for IP transfer/protection - used when IP is a significant business asset

7. Employee Matters: Specific provisions regarding employees - used when employment arrangements are material to deal

8. Foreign Investment Approval: Provisions regarding foreign investment approvals - used for cross-border transactions

1. Share Details: Details of shares being transferred including share numbers, certificates, and shareholder information

2. Purchase Price Calculation: Detailed methodology for calculating final purchase price, including adjustments

3. Warranties: Full set of warranties given by the seller

4. Company Information: Key details about the company including corporate information, assets, and contracts

5. Completion Requirements: Detailed list of documents and actions required at completion

6. Intellectual Property: List of company's IP rights and registrations

7. Properties: Details of company's real estate interests

8. Material Contracts: Summary of key contracts affecting the business

9. Employee Information: Details of key employees and employment terms

10. Data Room Index: Index of documents disclosed during due diligence